BEIJING, Nov. 30, 2010 /PRNewswire-Asia-FirstCall/ -- Funtalk China Holdings Limited (the "Company" or "Funtalk China") (Nasdaq: FTLK), a leading China-based retailer and wholesale distributor of wireless communications devices, accessories and content, today announced its unaudited financial results for the second fiscal quarter ended September 30, 2010 ("2Q FY2011").

"We are very pleased with our strong performance in the second quarter," commented Mr. Fei Dongping, chief executive officer of the Company. "We once again exceeded our revenue guidance, as total revenue grew more than 25% year-over-year. We also achieved the highest quarterly gross margin in our retail history, and as a result, our net income more than doubled year-over-year. We continued the strong momentum in our retail business segment, and increased our retail network to 662 retail stores in 109 cities across 14 provinces and 3 municipalities. Going forward, we will continue to leverage our strong competitive position to further expand self-built stores and co-branded stores with carriers, as we march towards our goal of 2,000 stores nationwide by the end of our fiscal year 2013."

Second Quarter Financial Results

The Company reported consolidated net revenue of $260.4 million for 2Q FY2011, representing a 25.4% increase from the second fiscal quarter of 2010 ("2Q FY2010"). The Company currently generates revenues from two business segments, retail and wholesale distribution of mobile phones and related services and accessories.

Retail revenue for 2Q FY2011 was $140.8 million, representing a 41.8% increase from 2Q FY2010. This growth in the retail segment was primarily driven by the increase in the number of retail subsidiaries, with a total of ten retail subsidiaries covering 662 locations in 2Q FY2011 compared to six retail subsidiaries covering 198 locations in 2Q FY2010. Newly acquired subsidiaries contributed approximately $50.2 million to the Company's retail segment revenue in 2Q FY2011.

Wholesale distribution revenue for 2Q FY2011 was $119.6 million, representing a 10.3% increase from 2Q FY2010. The increased wholesale distribution revenue was primarily attributable to a 46.8% increase in the total volume of mobile phones sold, partially offset by a 28.2% decrease in average selling prices of mobile phones, primarily due to a higher mix of lower-end priced handsets.

In 2Q FY2011, retail sales volume of 3G products accounted for 23.1% of our total units sold in our retail sale business, compared to 22.3% in the three months ended June 30, 2010. In 2Q FY2011, wholesale distribution of 3G products accounted for 30.2% of our total units sold in our wholesale distribution business, compared to 10.4% in the three months ended June 30, 2010.

Gross profit for 2Q FY2011 increased 61.2% to $45.1 million, or 17.3% of total revenue, compared to $28.0 million, or 13.5% of total revenue, in 2Q FY2010. Gross margins for the wholesale distribution segment and retail segment were 14.2% and 20.0%, respectively, for 2Q FY2011, compared to 13.5% and 13.4%, respectively, for 2Q FY2010. The increase in overall consolidated gross margins was primarily driven by the revenue generated from the sales of wireless operators' related products and services.

Selling and distribution expenses were $16.4 million for 2Q FY2011 compared to $11.0 million in 2Q FY2010. The increase was primarily due to the increase in rental expenses resulting from the acquisitions of Shanghai Lezhiyu Telecommunications Equipment Co., Ltd. and Beijing Funtalk Golden Feon Telecommunications Equipment Co., Ltd. ("Beijing Golden Feon") and the expansion of the Company's direct sales force for the retail segment in 2Q FY2011. General and administrative expenses were $9.9 million for 2Q FY2011, representing a 96.0% increase from $5.0 million in 2Q FY2010. The increase was primarily due to an increased headcount and an increase in bank service charges associated with the expansion of the Company's operations.

Income from operations increased by 72.6% to $21.3 million in 2Q FY2011 from $12.4 million in 2Q FY2010. Correspondingly, operating income margin, calculated based on income from operations as a percentage of net revenues, increased to 8.2% in 2Q FY2011 from 6.0% in 2Q FY2010.

Income tax expense was $4.8 million for 2Q FY2011 compared to a $2.9 million tax expense for 2Q FY2010. The effective tax rate was 32.0% for 2Q FY2011 compared to 31.3% in 2Q FY2010, as certain expenses were not tax deductible in 2Q FY2011.

Net income attributable to the Company was $9.8 million, or 3.8% of total revenue, for 2Q FY2011, representing a 113.7% increase from $4.6 million, or 2.2% of total revenue for 2Q FY2010. 2Q FY2011 diluted earnings per share ("EPS") was $0.18 based on a diluted share count of 53.0 million shares compared to 2Q FY2010 diluted EPS of $0.09 based on a diluted share count of 51.1 million shares.

As of September 30, 2010, the Company's cash balance (including pledged deposits) was $54.8 million. The Company's accounts receivable was $82.3 million, representing an increase of 2.3% from the accounts receivable balance of $80.5 million as of March 31, 2010. The accounts receivable (including notes receivable) turnover days for 2Q FY2011 was 25.3 days compared to 30.8 days in 2Q FY2010.

Recent Development Initiatives

In July 2010, the Company's principal shareholders, Arch Digital Holdings Limited and Capital Ally Investments Limited, waived their rights to receive up to an additional 23,000,000 earn-out shares in order to minimize potential dilution to Funtalk China's other existing shareholders.

In August 2010, the Company acquired 100% of the outstanding equity interests of Beijing Golden Feon from an unaffiliated third party. The consideration for this acquisition was RMB95.0 million (approximately $13.9 million) plus the net asset value of RMB6.76 million (approximately $1.0 million).

Effective September 27, 2010, the Company's Series A Units (OTC Bulletin Board: FTLZF) and Series B Units (OTC Bulletin Board: FTLHF) were separated on a mandatory basis into their component instruments. As a result, beginning September 27, 2010, the Series A Units and Series B Units will cease trading and Unit holders' accounts, in lieu of the Units, will reflect ownership of the Ordinary Shares and Warrants.

On October 11, 2010, the Company entered into a warrant exchange agreement with each of Capital Ally Investments Limited ("Capital Ally") and ARCH Digital Holdings Limited ("Arch") , pursuant to which each of Capital Ally and Arch exchanged 113,062 of the Company's Class A warrants and 1,700,000 of the Company's Class B redeemable warrants, which represent all of the Class A warrants and Class B redeemable warrants that each Capital Ally and Arch held as of October 11, 2010, for 729,157 of the Company's ordinary shares (an aggregate of 1,458,314 ordinary shares). No other consideration was paid for the exchange and no third parties were paid any fees in connection with the exchange.

On October 29, 2010, the Company completed a public offering of 7,000,000 ordinary shares and received proceeds before expenses of approximately $46.6 million.

Business Outlook for Third Quarter of FY2011

The Company expects its revenue for 3Q FY2011 to be in the range of $260 million to $280 million and its net income attributable to the Company to be in the range of $9.0 million to $11.0 million. The Company expects approximately a revenue split of approximately 55% for its retail business segment and approximately 45% for its distribution business segment in 3Q FY2011. Gross margin and operating income margin are projected to be in the ranges of 15.0% to 16.0% and 6.5% to 7.5%, respectively.

For FY2011, the Company reaffirms its revenue outlook to be in the range of $1.0 billion to $1.2 billion and its net income attributable to the Company to be in the range of $40 million to $45 million. The Company expects a revenue split of approximately 55% for its retail business segment and approximately 45% for its distribution business segment in FY2011. Gross margin and operating margin for the full fiscal year are projected to be in the range of 15.5% to 16.5% and 7.5% to 8.5%, respectively. Such projections are based on the Company's current views on operating and market conditions and are subject to change.

"Funtalk's second quarter FY2011 performance marks another quarter of sound execution of our business plans. As part of our core growth strategy, we plan to further deepen and strengthen our partnership with mobile carriers, and expand our multi-brand portfolio in our distribution business. We are convinced that the combination of Funtalk's strategic partnership with China's mobile carriers, established broad network, and superior operational expertise will continue to drive greater 3G mobile product sales," concluded Mr. Fei.

Financial Information

The unaudited condensed consolidated statements of income and balance sheets accompanying this press release have been prepared by management using U.S. GAAP. This financial information is not intended to fully comply with U.S. GAAP because they do not present all of the disclosures required by U.S. GAAP. The March 31, 2010 balance sheet was derived from audited consolidated financial statements of Pypo Digital Company Limited, the Company's predecessor.

Conference Call

Management will host a conference call at 8:00 am ET on Tuesday, November 30, 2010. Listeners may access the call by dialing #1-201-689-8470. To listen to the live webcast of the event, please go to http://funtalk.investorroom.com. Listeners may access the call replay, which will be available through December 7, 2010 by dialing #1-858-384-5517. The conference ID number is 361213.

About Funtalk China Holdings Limited

The Company is a retailer and distributor of wireless communications devices, accessories and content in 30 provinces in China. The Company has branch offices and regional distribution centers, operates a chain of mobile phone retail stores, and has an internet retailing platform.

Safe Harbor and Informational Statement

This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. The words "anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "predict," "project," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The Company may not actually achieve the plans, intentions or expectations disclosed in the forward-looking statements, and investors should not place undue reliance on the forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements made by the parties as a result of a number of factors, some of which may be beyond the Company's control. These factors include the risk factors detailed in the Company's filings with the Securities and Exchange Commission. Further, the forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, collaborations, dividends or investments made by the Company or other parties. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

(Financial Statements Follow)


                                 FUNTALK CHINA HOLDINGS LIMITED
                     UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                            (IN THOUSANDS EXCEPT PER SHARE AMOUNTS)



                                                 Three Months Ended
                                              Sep. 30,            Sep. 30,
                                                 2010                 2009
                                             ---------            ---------

    Net revenues                                 $260,406             $207,721
    Cost of revenues                             -215,315             -179,751

    Gross profit                                   45,091               27,970
    Operating expenses:
       Other operating income                       2,546                  437
       Selling and distribution expenses          -16,428              -11,015
       General and administrative
        expenses                                   -9,854               -5,028
       Impairment loss on goodwill                    -18                    -
                                                                           ---
    Total operating expenses                      -23,754              -15,606
                                                  -------              -------

    Income from operations                         21,337               12,364
    Others, net                                    -1,932               -1,117
    Interest income                                    61                  101
    Interest expense                               -4,603               -2,159

    Income before income tax, equity
     in loss of affiliated companies
     and non-controlling interests
                                                   14,863                9,189
    Income tax expense                             -4,758               -2,874
    Equity in loss of affiliated
     companies                                          -                   -3

    Net income                                     10,105                6,312
    Net income attributable to non-
     controlling interests                           -334               -1,739

    Net income attributable to the
     Company                                       $9,771               $4,573

    Basic net income per share                      $0.19                $0.09

    Diluted net income per share                    $0.18                $0.09

    Number of shares used in
     computing basic net income                50,637,855           48,598,314

    Number of shares used in
     computing diluted net income              53,016,886           51,140,606
                                               ==========           ==========


                                                   Six Months Ended
                                                   ----------------
                                              Sep. 30,             Sep. 30,
                                                 2010                 2009
                                              ---------            ---------

    Net revenues                                 $513,447             $405,451
    Cost of revenues                             -431,631             -353,074

    Gross profit                                   81,816               52,377
    Operating expenses:
       Other operating income                       5,125                1,153
       Selling and distribution expenses          -30,332              -21,117
       General and administrative
        expenses                                  -18,841               -8,846
       Impairment loss on goodwill                    -18                    -
                                                      ---                  ---
    Total operating expenses                      -44,066              -28,810
                                                  -------              -------

    Income from operations                         37,750               23,567
    Others, net                                      -189               -2,004
    Interest income                                   106                  132
    Interest expense                               -8,298               -4,119

    Income before income tax, equity
     in loss of affiliated companies
     and non-controlling interests
                                                   29,369               17,576
    Income tax expense                             -9,016               -5,744
    Equity in loss of affiliated
     companies                                          -                    -

    Net income                                     20,353               11,832
    Net income attributable to non-
     controlling interests                         -1,025               -3,156

    Net income attributable to the
     Company                                      $19,328               $8,676

    Basic net income per share                      $0.39                $0.19

    Diluted net income per share                    $0.37                $0.18

    Number of shares used in
     computing basic net income                50,050,616           46,808,989

    Number of shares used in
     computing diluted net income              51,949,192           48,084,896
                                               ==========           ==========


                           FUNTALK CHINA HOLDINGS LIMITED
                   UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (IN THOUSANDS)



                                                 As of Sep.    As of Mar.
                                                  30, 2010      31, 2010
                                                 ---------- ----------
    ASSETS
       Current assets:
          Cash and cash equivalents                 $31,445     $26,616
          Restricted bank deposits                   23,370       8,860
          Accounts receivable (less allowance
           for doubtful accounts of $587 for
           September 30, 2010 and $632 for March
           31, 2010                                  82,291      80,457
          Inventories                               116,402     104,800
          Notes receivable                            2,647       5,125
          Value added  tax  receivable                9,610       7,588
          Receivable from a vendor                   21,809      23,908
          Other receivable                           46,204      33,102
          Amount due from a related company          13,270           -
          Prepayment and other assets                29,767      23,388
          Deferred tax assets                         3,322       3,743

       Total current assets                         380,137     317,587

       Non-current assets:
          Property and equipment, net                23,540      20,468
          Intangible assets                          23,220      20,761
          Goodwill                                  122,053      70,035
          Deposits paid for acquiring new
           entities                                  14,133      29,480
          Long term receivable                        2,297           -
          Other assets                                3,626       2,869

       Total non-current assets                     188,869     143,613

    TOTAL ASSETS                                   $569,006    $461,200
                                                   ========    ========



                       FUNTALK CHINA HOLDINGS LIMITED
              UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
                               (IN THOUSANDS)



                                         As of Sep.            As of Mar.
                                          30, 2010              31, 2010
                                         ----------         ----------
    LIABILITIES AND
     SHAREHOLDERS' EQUITY

       Current liabilities:
          Accounts payable (including
           trade payable of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of $65,244 and
           $36,589 as of September
           30, 2010 and March 31,
           2010, respectively)              $89,922             $93,345
          Notes payable (including
           notes payable of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of $8,823 and
           $13,140 as of September
           30, 2010 and March 31,
           2010, respectively)               62,909              23,394
          Provision for rebates and
           price protections                  6,735               8,168
          Advance payments from
           customers (including
           advance payment from
           customers of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of $560 and $1,121
           as of September 30, 2010
           and March 31, 2010,
           respectively)                       4,896               2,789
          Other payables and accruals
            (including other payables
            and accruals of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of $15,551 and
           $8,075 as of September 30,
           2010 and March 31, 2010
           respectively)                      25,410              28,139
          Income taxes payable
           (including income taxes
           payable of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of $5,364 and $4,423
           as of September 30, 2010
           and March 31, 2010,
           respectively)                       7,938              10,798
          Amounts due to related
           parties  (including
           amounts due  to related
           parties of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of nil and $11,719
           as of  September 30, 2010
           and March 31, 2010,
           respectively)                       13,305              11,719
          Short term borrowings
           (including short term
           borrowings of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of $14,994 and
           $8,057 as of September 30,
           2010 and March 31, 2010,
           respectively)                       149,107              97,860


       Total current liabilities               360,222             276,212

       Non current liability
          Deferred tax liabilities
           (including deferred tax
           liabilities of the
           consolidated VIEs without
           recourse to Funtalk China
           Group of $1,436 and $830
           as of September 30, 2010
           and March 31, 2010,
           respectively)                      6,055               4,296

       Total non-current
        liability                             6,055               4,296

    Total liabilities                       366,277             280,508

    Total shareholders' equity              195,401             170,550

    Non-controlling interests                 7,328              10,142

    TOTAL LIABILITIES AND
     SHAREHOLDERS' EQUITY                  $569,006            $461,200
                                           ========            ========


SOURCE Funtalk China Holdings Limited